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Inaugural Perpetual Tier 1 issuance

27th Jul 2012 09:17

RNS Number : 6769I
JSC VTB Bank
27 July 2012
 



NOT FOR DISTRIBUTION OR PUBLICATION IN OR INTO THE UNITED STATES OR TO U.S. PERSONS (AS DEFINED BELOW), AUSTRALIA, CANADA OR JAPAN

 

Inaugural Perpetual Tier 1 issuance by a Russian bank

27 July 2012

 

 

On July 27, 2012 VTB priced an offering of U.S.$1.0 billion 9.50% Perpetual Loan Participation Notes (the "Notes").The Notes will be issued by VTB Eurasia Limited to fund a subordinated loan to OJSC VTB Bank ("VTB"), and listed on the Irish Stock Exchange. The coupon will be fixed at 806.7 bps over the ten year U.S. Treasury rate for the first 10.33 years (until the 6th of December 2022) at 9.5%, and will be reset on that date and every ten years thereafter based on the same fixed spread over the then-prevailing ten year US Treasury rate. The Joint Lead Managers for the offering were Citigroup, UBS Investment Bank and VTB Capital.Andrey Kostin, President and Chairman of the Management Board, said: "We are pleased to become the first Russian institution to access the market with this product, allowing VTB Group to boost its capital position and drive efficient growth of its business. In issuing the first Perpetual Tier I instrument for a Russian bank, VTB will continue its track record of being at the forefront of the capital markets in Russia, having introduced innovative structures and solutions subsequently followed by many Russian issuers. The transaction also confirms VTB's excellent name recognition amongst the international investor base."Herbert Moos, Deputy Chairman of the Management Board and Chief Financial Officer said: "This transaction represents a significant milestone for VTB Group. It is the first ever Tier I capital qualifying instrument out of Russia, and is designed to achieve capital treatment under CBR regulations, Basel I-II, IFRS and with rating agencies as well as to accommodate anticipated changes to the Russian regulatory system in light of the transition to Basel III. The transaction represents a cost efficient and non-dilutive capital raising solution that lowers the cost of capital for VTB Group. The transaction was structured and executed with extraordinary swiftness. The coordinated marketing effort included three roadshow teams covering key global investor centres in just three days. Following strong demand the transaction was priced at the tight end of the guidance."

 

 

 

These materials are not an offer for sale of securities in the United States. Securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act of 1933, as amended (the "Securities Act")) absent registration under the Securities Act, or an exemption from registration under the Securities Act. VTB has not registered and does not intend to register any part of the offering in the United States or to conduct a public offering of any securities in the United States.

 

This document is an advertisement for the purposes of applicable measures implementing Directive 2003/71/EC (such Directive, together with any applicable implementing measures in the relevant home Member State under such Directive, the "Prospectus Directive"). A prospectus prepared pursuant to the Prospectus Directive (the "Prospectus") will be published, and when published can be obtained from Citibank, N.A. at Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB. Investors should not subscribe for any securities referred to in this document except on the basis of information contained in the Prospectus.

 

This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). Any Notes will only be available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Notes will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

 

Information contained in this document is not an offer, or an invitation to make offers, sell, purchase, exchange or transfer any securities in the Russian Federation or to or for the benefit of any Russian person, and does not constitute an advertisement or offering to non-qualified investors of any securities in the Russian Federation. The Notes have not been and will not be registered in the Russian Federation or admitted to public placement and/or public circulation in the Russian Federation. The Notes are not intended for "placement" or "circulation" in the Russian Federation unless and to the extent permitted under Russian law

 

In connection with the issue of the Notes, Citigroup Global Markets Limited (the ''Stabilising Manager''), or persons acting on behalf of the Stabilising Manager, may over-allot Notes or effect transactions with a view to supporting the market price of the Notes at a level higher than that which might otherwise prevail. However, there is no assurance that such Stabilising Manager (or persons acting on behalf of the Stabilising Manager) will undertake stabilisation action. Any stabilisation action may begin on or after the date on which adequate public disclosure of the terms of the offer of the Notes is made and, if begun, may be ended at any time, but it must end no later than the earlier of 30 days after the issue date of Notes and 60 days after the date of allotment of such Notes. Any stabilisation action or over-allotment shall be conducted in accordance with all applicable laws and rules.

This information is provided by RNS
The company news service from the London Stock Exchange
 
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